Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Remarks: Pursuant to that certain Voting Trustee Agreement, dated as of November 1, 2023 (the "Voting Trustee Agreement"), by and among Bold Energy Holdings, LLC ("Bold"), EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII"), EnCap Energy Capital Fund XI, L.P. ("EnCap Fund XI") and U.S. Bank Trust Company, National Association, as the voting trustee (the "Voting Trustee"), with respect to all shares of Class A common stock, $0.0001 par value per share, of Permian Resources Corporation ("Permian") directly held by EnCap Fund VIII and EnCap Fund XI and with respect to all shares of Class C common stock, $0.0001 par value per share, of Permian directly held by Bold, Bold, EnCap Fund VIII and EnCap Fund XI (a) irrevocably transferred and assigned all voting rights and responsibilities associated with such shares to the Voting Trustee and (b) granted the Voting Trustee irrevocable proxies with respect to any matters submitted to a vote of the holders of shares of Common Stock under Permian's organizational documents. Therefore, the Voting Trustee, pursuant to Voting Trustee Agreement, may be deemed to have the sole right to direct the voting of all of the reported shares of Class A common stock directly held by EnCap Fund VIII and EnCap Fund XI and the shares of Class C common stock held directly by Bold. The Voting Trustee holds no dispositive power over the shares, has no pecuniary interest in the shares and disclaims beneficial ownership of the shares. |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.